Article I - Name

1.01 Name.

The name of this Association is the Professional Private Investigators Association
of Colorado, Inc. The Association is a nonprofit mutual benefit corporation.

Article II - Principal Office

2.01 Principal Office.

The principal office of the Association shall be at a location designated by
the Board of Directors.

Article III - Purpose

3.01 Purpose.

The purposes of the Association include a) engaging in any lawful act or activity
for which a corporation may be organized; b) advancing the interests of private
investigation; c) articulating and advocating the needs and interests of the
profession before legislative, administrative, and judicial branches of local,
state and federal governments; d) cooperating on behalf of the profession with
persons and firms directly and through their associations in matters involving
the business and governmental affairs of the profession; e) promulgating policies
and conducting activities for the betterment of all those involved in some aspect
of the profession.

Article IV - Seal and Emblem

4.01 Seal.

The Official Seal of the Association shall be a circle with the date of incorporation,
with the PPIAC emblem within the circle.

4.02 Use of Seal.

Use of the seal, emblem, name, initials, and other symbols of the Association,
as approved by the Board of Directors, is a privilege of membership and may
be used only by members. Upon termination of membership, use of the seal, emblem,
name, initial, and other symbols of the Association shall be discontinued.

Article V - Membership

5.01 Class of Membership.

The Association shall have the following classes of membership: senior, associate,
apprentice, affiliate, and service and industry. The membership is taken as
an individual and is not transferable.

(A) Senior Membership.
Senior membership is available for an individual currently primarily devoted
to the practice of private investigation and who has 6000 hours of relevant
investigative experience. Senior members shall have the right to vote and hold
office.

(B) Associate Membership.
Associate membership is available for an individual currently primarily devoted
to the practice of private investigation and who has 2,000 hours but less than
6,000 hours of relevant investigative experience. Associate members shall have
the right to vote. Associate members shall not have the right to hold office
other than the Associate Director-At-Large board position. Only associate members
shall have the right to vote for the position of Associate Director-At-Large.

(C) Apprentice Membership.
Apprentice membership is available for an individual who has less than 2000
hours of relevant investigative experience. Apprentice members shall not have
the right to vote or hold office.

(D) Affiliate Membership.

(1) Affiliate membership is available to any individual residing outside the
state of Colorado who, in his or her own jurisdiction, is qualified under the
respective laws or regulations to operate as a private investigator.

(2) Affiliate membership is available to any retired member of the Association
who is no longer actively engaged in private investigation and who wishes to
support the objectives of the Association and abide by the Code of Ethics.

(E) Service and Industry Membership.
Any individual that provides either, directly or indirectly through a business
entity, services and/or materials relating to the investigative industries is
eligible for service and industry membership.

5.02 Obligations of Membership.

Each member of the Association agrees to be bound by these Bylaws, Policies
and Procedures, and the Code of Ethics, and amendments thereto, and by the lawful
actions of the Board of Directors or voting members of the Association. Members
shall be subject to continuing education requirements as stipulated by the Board.

5.03 Member Liability.

No member of the Association shall be personally or otherwise liable for any
of the debts, and/or obligations of the Association.

5.04 Association Records.

All official correspondence, papers, and records in the possession of members
when serving as officers, directors, or members of committees are the property
of the Association.

5.05 Cessation of Membership.

A membership shall terminate whenever any of the following events has occurred:
a) Resignation of member; b) Annual membership dues are not paid; c) Expulsion
by the Board of Directors pursuant to Article XIV of the Bylaws.

Article VI - Dues

6.01 Dues.

The Board of Directors shall set the amount of annual dues for membership.

Article VII - Annual Meeting

7.01 Annual Meeting.

The Association shall hold an Annual Meeting in November, at a place determined
by the Board of Directors. Notice of the Annual Meeting shall be given to the
membership at least 15 days prior to the meeting.

7.02 Quorum.

The number of voting members in attendance shall constitute a quorum.

Article VIII - Officers and Directors

8.01 Officers.

The officers are the Chairman of the Board, President, Vice President of Membership,
Vice President of Training, Vice President of Legislative Affairs, Secretary
and Treasurer.

8.02 Board of Directors.

The Board of Directors shall consist of not less than seven (7) nor more than
fifteen (15) members, with the exact number to be fixed by the Board of Directors.
The Board of Directors shall include the Chairman of the Board, President, three
Vice Presidents, Secretary, Treasurer, Directors-at-Large, including one Associate
Director-At-Large, such number to be determined by the Board. Any vacancy in
office may be filled for the un-expired term by appointment of the Board of
Directors.

8.03 Elections and Terms of Office.

Elections for the position of Chairman of the Board, President, Secretary and
Treasurer shall take place in November of even numbered years. Elections for
Directors-at-Large and Vice Presidents shall take place in November of odd numbered
years. The term of office begins immediately after the election of officers
and the length of term shall be for two years.

8.04 Eligibility for Office.

No more than two members of the Board of Directors may be from the same agency.
To be eligible to be Chairman of the Board, the member shall have been a member
for two years and a member of the Board for one year. All Board positions shall
be filled by senior members except for the Associate Director-At-Large which
shall be filled by an associate member.

8.05 Nominations.

The Nominating Committee shall make nominations to the Board of Directors for
all Board of Director positions. Members may recommend qualified candidates,
or may recommend themselves to the Nominating Committee for consideration for
Board of Director positions.

8.06 Votes by Proxy.

Votes by proxy or representation shall be allowed.

8.07 Dismissal.

Any member of the Board of Directors with three unexcused absences in the fiscal
year may be dismissed from their position on the Board of Directors. Any Board
member under disciplinary review shall be suspended from the Board until such
time as the review is completed.

Article IX - Board of Directors

9.01 Meetings.

The Board of Directors shall meet at least six (6) times in the fiscal year
at a location and date selected by the Chairman of the Board. Notice of any
Board Meeting shall be given to the membership 15 days prior to the meeting.

9.02 Quorum.

A majority of the voting members of the Board of Directors shall constitute
a quorum.

9.03 Special Meetings.

Special meetings of the Board of Directors may be held upon two (2) days notice
of the membership. Special meetings may be called by any director.

Article X - Duties of Officers

10.01 Chairman of the Board.

The Chairman of the Board, as Chief Executive Officer of the Association, shall
preside over all Board of Director meetings, the Annual Meeting, and shall be
the liaison to the industry, media and the public.

10.02 President.

The President, as Chief Operating Officer of the Association, shall supervise
the business operations of the Association, preside at all monthly membership
meetings, and perform such other duties as directed by the Board of Directors
and/or the Chairman of the Board. The President shall preside at all meetings
in the Chairman's absence.

10.03 Vice President of Membership.

The Vice President of Membership shall process all applications from prospective
members and advise the Board of Directors of the recommendations. The Vice President
of Membership shall preside at all membership Meetings in the President's absence.
The Vice President of Membership shall perform all duties delegated by the President.

10.04 Vice President of Training.

The Vice President of Training shall be responsible for meeting speakers, programs
and the annual conference. The Vice President of Training shall preside at all
membership meetings in the President's and Vice President of Membership's absence,
and perform all duties delegated by the President.

10.05 Vice President of Legislative Affairs.

Vice President of Legislative Affairs shall work to promote the goals and purposes
of the Association with respect to governmental agencies, and legislatures.
The Vice President of Legislative Affairs shall perform all duties delegated
by the President.

10.06 Secretary.

The Secretary shall record the minutes of all Board of Director meetings, membership
meetings, the annual meeting, and special meetings. The Secretary shall perform
all duties delegated by the President.

10.07 Treasurer.

The Treasurer shall oversee the financial matters of the Association and submit
current financial reports to the Board of Directors. The Treasurer shall perform
all duties delegated by the President.

10.08 Directors-At-Large/ Associate Director-At-Large.

All Directors-At-Large shall participate actively in the work of the Board of
Directors. The Directors-At-Large shall perform all duties delegated by the
President.

Article XI- Chapters

11.01 Chapters.

Membership outside the metropolitan Denver area may form a chapter with approval
of the Board.

Article XII - Appointments and Committees

12.01 Committees.

The President and/or the Board of Directors may establish committees as deemed
necessary.

The President shall appoint for each committee a Chair. The Chair of each committee
shall, with the approval of the President, appoint the members of the committee.

Article XIII - Management

13.01 Corporate Powers.

The activities and affairs of the Association shall be conducted, and all corporate
powers shall be exercised, by or under the direction of the Board of Directors.

13.02 Restrictions.

All policies and activities of the Association shall be consistent with all
applicable federal, state, and local antitrust laws, trade regulations or other
legal requirements, and applicable tax exemption requirements.

13.03 Management.

The Board of Directors shall have the authority to employ or contract with a
person or company to manage the daily operations of the Association.

13.04 Annual Financial Review.

The Board of Directors shall appoint a committee to perform an annual financial
review of the financial records of the Association.

13.05 Policies and Procedures.

The Policies and Procedures manual for managing the Association shall be drafted
and amended by the Board of Directors.

Article XIV - Discipline

14.01 Discipline.

A member may be disciplined based on the good faith determination by the Board
of Directors, or a committee or person authorized by the Board of Directors
to make such a determination, that the member has violated in a material and
serious degree these Bylaws, or has engaged in conduct materially and seriously
prejudicial to the purposes and interests of the Association, or has violated
the Association's Code of Ethics.

Article XV - Indemnity

15.01 Indemnity.

To the fullest extent permitted by law, the Association shall indemnify and
hold harmless any and all past, present, or future directors and officers, as
identified and defined in these Bylaws, and, in its discretion and in accordance
with law, may indemnify and hold harmless any agent or employee of this Association
of and from all liabilities, expenses, and counsel fees reasonably incurred
in connection with any and all claims, demands, causes of action, and other
legal proceeding to which they may be subjected by reason of any alleged or
actual action or inaction in the performance of the duties of such director,
officer, employee or agent on behalf of the Association. The provisions of this
Article shall be in addition to and exclusive of any other rights to which any
director, officer, employee or agent may be entitled by law.

Article XVI - Amendment of the Bylaws

16.01 Amendment of the Bylaws.

The Bylaws of the Association may only be amended by a majority vote of voting
members. Amendments to the Bylaws shall be presented to the membership at least
15 days prior to the meeting at which the vote to amend shall be taken.

Article XVII - Dissolution

17.01 Dissolution.

This Association may be dissolved at any time by a majority of voting members
thereof in good standing. Upon the dissolution of this Association, any funds
remaining on hand shall be distributed in accordance with applicable sections
in the manner provided by the Colorado Non-Profit Corporation Act.

Article XVIII- Effective Date

Effective Date of Bylaws

These Bylaws as adopted and revised on November 5, 2003, June 2, 2004 and August
6, 2008 shall be in full force and effect as of that date.